Summary of Intrastate Crowdfunding Exemptions

ThisSummary of Intrastate Crowdfunding Exemptions, fromCrowdCheck, states that any offer or sale of securities that uses the “jurisdictional means” (the mails, phones, internet) must be registered under the federal Securities Act of 1933 or be made in accordance with an exemption from that registration. The federal exemption most frequently relied on for intrastate offerings is Section 3(a)(11) of the Securities Act. Such exemptions apply ONLY to registration of the offering; issuers are still subject to liability under the federal antifraud laws. Similarly, if issuers acquire a specified number of equity holders, they will be required to register under the federal Securities Exchange Act of 1934. Any securities intermediaries used in the offerings must comply with applicable broker-dealer registration requirements. While exemptions at the federal level exist for brokerage activities that are purely in-state, some regulators have expressed the view that use of the internet would preclude reliance on such exemptions.